REPORT ON CORPORATE GOVERNANCE FOR THE QUARTER ENDED
31ST MARCH, 2006

Particulars
Clause of Listing
Agreement
Compliance
Status (Yes/No)
Remarks
 
 
 
 
I. Board of Directors

49 I

 
 
(A) Composition of Board

49 (IA)

Yes
 
(B) Non-executive Directors’ compensation & disclosures

49 (IB)

Yes
 
(C) Other provisions as to Board and Committees

49 (IC)

Yes
 
(D) Code of Conduct
49 (ID)
Yes
Affirmation of compliance by 30th April, 2006, in terms of Company’s Code of Conduct. Declaration by CEO shall be duly incorporated in the Annual Report for the year 2005-06
II. Audit Committee 49 (II)    
(A) Qualified & Independent Audit Committee 49 (IIA) Yes  
(B) Meeting of Audit Committee 49 (IIB) Yes  
(C) Powers of Audit Committee 49 (IIC) Yes  
(D) Role of Audit Committee 49 II(D) Yes  
(E) Review of Information by Audit Committee 49 (IIE) Yes  
III. Subsidiary Companies 49 (III) Yes  

IV. Disclosures

49 (IV) Yes  
(A) Basis of related party transactions 49 (IV A) Yes  
(B) Disclosure of Accounting Treatment 49 (IV B) NA Shall be duly disclosed, wherever the treatment is different from Accounting Standards.
(C) Board Disclosures 49 (IV C) Yes  
(D) Proceeds from public issues, rights issues, preferential issues etc. 49 (IV D) NA No money raised through an Issue during the quarter.
(E) Remuneration of Directors 49 (IV E) Yes Shall be disclosed in the Annual Report for the year 2005-06
(F) Management 49 (IV F) Yes Shall form part of the Annual Report for the year 2005-06
(G) Shareholders 49 (IV G) Yes Shall form part of the Annual Report for the year 2005-06
V. CEO/CFO Certification 49 (V) NA Shall be complied in respect of financial year 2005-06. Shall also be duly incorporated in the Annual Report for the Year 2005-06
VI. Report on Corporate Governance 49 (VI) Yes Shall form part of the Annual Report for the year 2005-06
VII. Compliance 49 (VII) Yes Sub-clause (1) – Shall form part of Annual Report for 2005-06.
Sub-clause (2) – Non-mandatory. Disclosure would be made in Annual Report for 2005-06.